Antitrust Law Daily Wrap Up, ANTITRUST NEWS: FTC approves modified order resolving challenge to Hertz/Dollar Thirty combination, (Jul 11, 2013)

By Jeffrey May, J.D.

The FTC has issued a final consent order, resolving the agency's challenge to Hertz Global Holdings, Inc.'s $2.3 billion acquisition of Dollar Thrifty Automotive Group, Inc. (DTAG). The final settlement has been slightly modified since the proposed consent order was released last November, along with the agency's complaint, for public comment (In the Matter of Hertz Global Holdings, Inc., Dkt. C-4376, File No. 101 0137, announced July 11, 2013).

The modified final consent order does not make any substantive changes to the proposed consent order. Under the settlement with the agency, Hertz agreed to sell its Advantage Rent A Car (Advantage) business, as well as the rights to operate 29 Dollar Thrifty on-airport car rental locations. The settlement resolved FTC concerns that the deal, as it was originally proposed, would have harmed competition for car rentals at 72 airports around the country, from Albuquerque to West Palm Beach.

According to the FTC, the final consent order adjusts some of the dates by which Hertz must transfer certain airport rental locations to the acquirer, clarifies some details regarding the possible resale of the divested assets by the acquirer and notification of key staffing changes. In addition, the modified order requires the divestiture of the Dollar Thrifty location at Ronald Reagan Washington National Airport, rather than the Advantage desk as originally contemplated.

For instance, the proposed consent order stated that Hertz must: “within ninety (90) days after the Effective Date, divest to an Acquirer, absolutely, and in good faith, pursuant to and in accordance with the applicable Divestiture Agreements as on-going businesses the DTAG Assets To Be Divested.” That 90-day time limit was stricken from the final consent order. Furthermore, the final consent order contains language requiring Hertz to maintain and staff key employee positions for three years and to notify the Commission if a key employee is removed or leaves the company.

Hertz Statement. “We are pleased that the FTC has officially concluded its review of the Dollar Thrifty transaction,” said Mark P. Frissora, Hertz Chairman and Chief Executive Officer, in a statement released today. “Throughout this process we have worked closely with the agency, and the result has been a transaction that we believe will benefit our customers and shareholders for years to come.”

Hertz completed its acquisition of Dollar Thrifty on November 20, 2012. Since the acquisition of Dollar Thrifty, which is headquartered in Tulsa, Oklahoma, Hertz, (based in New Jersey), has said that it will relocate its worldwide headquarters to Estero, Florida.

News: Antitrust FederalTradeCommissionNews